{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/59.1-503.7.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/59.1-503.7.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/59.1-503.7.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/59.1-503.7.html"}],"law_id":62393,"edition_id":1,"section_id":62393,"structure_id":15655,"section_number":"59.1-503.7","catch_line":"Interpretation and requirements for grant","history":"2000, cc. 101, 996; 2004, c. 794.","full_text":"a\n\nA license grants:1\n\nthe contractual rights that are expressly described; and2\n\na contractual right to use any informational rights within the licensor’s control at the time of contracting which are necessary in the ordinary course to exercise the expressly described rights.b\n\nIf a license expressly limits use of the information or informational rights, use in any other manner is a breach of contract. In all other cases, a license contains an implied limitation that the licensee will not use the information or informational rights otherwise than as described in subsection (a). However, use inconsistent with this implied limitation is not a breach if it is permitted under applicable law in the absence of the implied limitation.c\n\nA party is not entitled to any rights in new versions of, or improvements or modifications to, information made by the other party. A licensor’s agreement to provide new versions, improvements, or modifications requires that the licensor provide them as developed and made generally commercially available from time to time by the licensor.d\n\nNeither party is entitled to receive copies of source code, schematics, master copy, design material, or other information used by the other party in creating, developing, or implementing the information.e\n\nTerms concerning scope must be construed under ordinary principles of contract interpretation in light of the informational rights and the commercial context. In addition, the following rules apply:1\n\nA grant of “all possible rights and for all media” or “all rights and for all media now known or later developed,” or a grant in similar terms, includes all rights then existing or later created by law and all uses, media, and methods of distribution or exhibition, whether then existing or developed in the future and whether or not anticipated at the time of the grant.2\n\nA grant of an “exclusive license,” or a grant in similar terms, means that:A\n\nfor the duration of the license, the licensor will not exercise, and will not grant to any other person, rights in the same information or informational rights within the scope of the exclusive grant; andB\n\nthe licensor affirms that it has not previously granted those rights in a contract in effect when the licensee’s rights may be exercised.f\n\nThe rules in this section may be varied only by a record that is sufficient to indicate that a contract has been made and that is:1\n\nauthenticated by the party against whom enforcement is sought; or2\n\nprepared and delivered by one party and adopted by the other under § 59.1-502.8 or § 59.1-502.9.","order_by":null,"text":{"0":{"id":227533,"text":"A license grants:","type":"section","prefixes":["a"],"prefix":"a","entire_prefix":"a","prefix_anchor":"a","level":1,"next_prefix":"a1"},"1":{"id":227534,"text":"the contractual rights that are expressly described; and","type":"section","prefixes":["a","1"],"prefix":"1","entire_prefix":"a1","prefix_anchor":"a1","level":2,"prior_prefix":"a","next_prefix":"a2"},"2":{"id":227535,"text":"a contractual right to use any informational rights within the licensor’s control at the time of contracting which are necessary in the ordinary course to exercise the expressly described rights.","type":"section","prefixes":["a","2"],"prefix":"2","entire_prefix":"a2","prefix_anchor":"a2","level":2,"prior_prefix":"a1","next_prefix":"b"},"3":{"id":227536,"text":"If a license expressly limits use of the information or informational rights, use in any other manner is a breach of contract. In all other cases, a license contains an implied limitation that the licensee will not use the information or informational rights otherwise than as described in subsection (a). However, use inconsistent with this implied limitation is not a breach if it is permitted under applicable law in the absence of the implied limitation.","type":"section","prefixes":["b"],"prefix":"b","entire_prefix":"b","prefix_anchor":"b","level":1,"prior_prefix":"a2","next_prefix":"c"},"4":{"id":227537,"text":"A party is not entitled to any rights in new versions of, or improvements or modifications to, information made by the other party. A licensor’s agreement to provide new versions, improvements, or modifications requires that the licensor provide them as developed and made generally commercially available from time to time by the licensor.","type":"section","prefixes":["c"],"prefix":"c","entire_prefix":"c","prefix_anchor":"c","level":1,"prior_prefix":"b","next_prefix":"d"},"5":{"id":227538,"text":"Neither party is entitled to receive copies of source code, schematics, master copy, design material, or other information used by the other party in creating, developing, or implementing the information.","type":"section","prefixes":["d"],"prefix":"d","entire_prefix":"d","prefix_anchor":"d","level":1,"prior_prefix":"c","next_prefix":"e"},"6":{"id":227539,"text":"Terms concerning scope must be construed under ordinary principles of contract interpretation in light of the informational rights and the commercial context. In addition, the following rules apply:","type":"section","prefixes":["e"],"prefix":"e","entire_prefix":"e","prefix_anchor":"e","level":1,"prior_prefix":"d","next_prefix":"e1"},"7":{"id":227540,"text":"A grant of “all possible rights and for all media” or “all rights and for all media now known or later developed,” or a grant in similar terms, includes all rights then existing or later created by law and all uses, media, and methods of distribution or exhibition, whether then existing or developed in the future and whether or not anticipated at the time of the grant.","type":"section","prefixes":["e","1"],"prefix":"1","entire_prefix":"e1","prefix_anchor":"e1","level":2,"prior_prefix":"e","next_prefix":"e2"},"8":{"id":227541,"text":"A grant of an “exclusive license,” or a grant in similar terms, means that:","type":"section","prefixes":["e","2"],"prefix":"2","entire_prefix":"e2","prefix_anchor":"e2","level":2,"prior_prefix":"e1","next_prefix":"A"},"9":{"id":227542,"text":"for the duration of the license, the licensor will not exercise, and will not grant to any other person, rights in the same information or informational rights within the scope of the exclusive grant; and","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"prior_prefix":"e2","next_prefix":"B"},"10":{"id":227543,"text":"the licensor affirms that it has not previously granted those rights in a contract in effect when the licensee’s rights may be exercised.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"f"},"11":{"id":227544,"text":"The rules in this section may be varied only by a record that is sufficient to indicate that a contract has been made and that is:","type":"section","prefixes":["f"],"prefix":"f","entire_prefix":"f","prefix_anchor":"f","level":1,"prior_prefix":"B","next_prefix":"f1"},"12":{"id":227545,"text":"authenticated by the party against whom enforcement is sought; or","type":"section","prefixes":["f","1"],"prefix":"1","entire_prefix":"f1","prefix_anchor":"f1","level":2,"prior_prefix":"f","next_prefix":"f2"},"13":{"id":227546,"text":"prepared and delivered by one party and adopted by the other under § 59.1-502.8 or § 59.1-502.9.","type":"section","prefixes":["f","2"],"prefix":"2","entire_prefix":"f2","prefix_anchor":"f2","level":2,"prior_prefix":"f1"}},"ancestry":[{"id":15655,"edition_id":1,"name":"Construction","identifier":"3","label":"article","depth":3,"order_by":1,"parent_id":12900,"metadata":{},"date_created":"2026-06-26 03:57:25","date_modified":"2026-06-26 03:57:25","permalink":{"id":262043,"object_type":"structure","relational_id":15655,"identifier":"3","token":"59.1\/43\/3","url":"\/59.1\/43\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12900,"edition_id":1,"name":"Uniform Computer Information Transactions Act","identifier":"43","label":"chapter","depth":2,"order_by":1,"parent_id":12809,"metadata":{},"date_created":"2026-06-26 03:44:00","date_modified":"2026-06-26 03:44:00","permalink":{"id":261885,"object_type":"structure","relational_id":12900,"identifier":"43","token":"59.1\/43","url":"\/59.1\/43\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12809,"edition_id":1,"name":"Trade and Commerce","identifier":"59.1","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:54","date_modified":"2026-06-26 03:43:54","permalink":{"id":259521,"object_type":"structure","relational_id":12809,"identifier":"59.1","token":"59.1","url":"\/59.1\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":83932,"structure_id":15655,"section_number":"59.1-503.1","catch_line":"Parol or extrinsic evidence","url":"\/59.1-503.1\/","token":"59.1\/43\/3\/59.1-503.1","metadata":false},{"id":82275,"structure_id":15655,"section_number":"59.1-503.10","catch_line":"Licenses to nonprofit libraries, archives or educational institutions","url":"\/59.1-503.10\/","token":"59.1\/43\/3\/59.1-503.10","metadata":false},{"id":82998,"structure_id":15655,"section_number":"59.1-503.11","catch_line":"Reserved","url":"\/59.1-503.11\/","token":"59.1\/43\/3\/59.1-503.11","metadata":false},{"id":59844,"structure_id":15655,"section_number":"59.1-503.2","catch_line":"Practical construction","url":"\/59.1-503.2\/","token":"59.1\/43\/3\/59.1-503.2","metadata":false},{"id":84002,"structure_id":15655,"section_number":"59.1-503.3","catch_line":"Modification and rescission","url":"\/59.1-503.3\/","token":"59.1\/43\/3\/59.1-503.3","metadata":false},{"id":83411,"structure_id":15655,"section_number":"59.1-503.4","catch_line":"Continuing contractual terms","url":"\/59.1-503.4\/","token":"59.1\/43\/3\/59.1-503.4","metadata":false},{"id":78438,"structure_id":15655,"section_number":"59.1-503.5","catch_line":"Terms to be specified","url":"\/59.1-503.5\/","token":"59.1\/43\/3\/59.1-503.5","metadata":false},{"id":69400,"structure_id":15655,"section_number":"59.1-503.6","catch_line":"Performance under open terms","url":"\/59.1-503.6\/","token":"59.1\/43\/3\/59.1-503.6","metadata":false},{"id":62393,"structure_id":15655,"section_number":"59.1-503.7","catch_line":"Interpretation and requirements for grant","url":"\/59.1-503.7\/","token":"59.1\/43\/3\/59.1-503.7","metadata":false},{"id":71642,"structure_id":15655,"section_number":"59.1-503.8","catch_line":"Repealed","url":"\/59.1-503.8\/","token":"59.1\/43\/3\/59.1-503.8","metadata":false},{"id":72362,"structure_id":15655,"section_number":"59.1-503.9","catch_line":"Agreement for performance to party's satisfaction","url":"\/59.1-503.9\/","token":"59.1\/43\/3\/59.1-503.9","metadata":false}],"previous_section":{"id":69400,"structure_id":15655,"section_number":"59.1-503.6","catch_line":"Performance under open terms","url":"\/59.1-503.6\/","token":"59.1\/43\/3\/59.1-503.6","metadata":false},"next_section":{"id":71642,"structure_id":15655,"section_number":"59.1-503.8","catch_line":"Repealed","url":"\/59.1-503.8\/","token":"59.1\/43\/3\/59.1-503.8","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/59.1-503.7\/","history_text":"

This law was first created in 2000. The record of its establishment is cataloged in chapters 101<\/a> and 996<\/a> of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. It has been modified 1 time. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. That modification is as follows: in 2004, chapter 794<\/a>.<\/p>","references":[{"id":87480,"section_number":"59.1-501.15","catch_line":"Variation by agreement; commercial practice","order_by":null,"url":"\/59.1-501.15\/"},{"id":84002,"section_number":"59.1-503.3","catch_line":"Modification and rescission","order_by":null,"url":"\/59.1-503.3\/"}],"refers_to":[{"id":75483,"section_number":"59.1-502.8","catch_line":"Adopting terms of records","order_by":null,"url":"\/59.1-502.8\/"},{"id":80284,"section_number":"59.1-502.9","catch_line":"Mass-market license","order_by":null,"url":"\/59.1-502.9\/"}],"permalink":{"id":262077,"object_type":"law","relational_id":62393,"identifier":"59.1-503.7","token":"59.1\/43\/3\/59.1-503.7","url":"\/59.1-503.7\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/59.1-503.7\/","token":"59.1\/43\/3\/59.1-503.7","dublin_core":{"Title":"Interpretation and requirements for grant","Type":"Text","Format":"text\/html","Identifier":"\u00a7 59.1-503.7","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

a.<\/span> A license grants: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> the contractual rights that are expressly described; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> a contractual right to use any informational rights within the licensor’s control at the time of contracting which are necessary in the ordinary course to exercise the expressly described rights. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> If a license expressly limits use of the information or informational rights, use in any other manner is a breach of contract<\/span>. In all other cases, a license contains an implied limitation that the licensee will not use the information or informational rights otherwise than as described in subsection (a). However, use inconsistent with this implied limitation is not a breach if it is permitted under applicable law<\/span> in the absence of the implied limitation. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

c.<\/span> A party<\/span> is not entitled to any rights in new versions of, or improvements or modifications to, information made by the other party<\/span>. A licensor’s agreement to provide new versions, improvements, or modifications requires that the licensor provide them as developed and made generally commercially available from time to time by the licensor. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

d.<\/span> Neither party<\/span> is entitled to receive copies of source code, schematics, master copy, design material<\/span>, or other information used by the other party<\/span> in creating, developing, or implementing the information. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

e.<\/span> Terms concerning scope must be construed under ordinary principles of contract<\/span> interpretation in light of the informational rights and the commercial context. In addition, the following rules apply: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> A grant of “all possible rights and for all media<\/span>” or “all rights and for all media now known or later developed,” or a grant in similar terms, includes all rights then existing or later created by law<\/span> and all uses, media, and methods of distribution or exhibition, whether then existing or developed in the future and whether or not anticipated at the time of the grant. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> A grant of an “exclusive license,” or a grant in similar terms, means that: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

A.<\/span> for the duration of the license, the licensor will not exercise, and will not grant to any other person, rights in the same information or informational rights within the scope of the exclusive grant; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> the licensor affirms<\/span> that it has not previously granted those rights in a contract<\/span> in effect when the licensee’s rights may be exercised. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

f.<\/span> The rules in this section may be varied only by a record that is sufficient to indicate that a contract<\/span> has been made and that is: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> authenticated by the party<\/span> against whom enforcement is sought; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> prepared and delivered by one party<\/span> and adopted by the other under § 59.1-502.8<\/a> or § 59.1-502.9<\/a>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nINTERPRETATION AND REQUIREMENTS FOR GRANT (\u00a7 59.1-503.7)\n\na. A license grants:\n\n 1. the contractual rights that are expressly described; and\n\n 2. a contractual right to use any informational rights within the\n licensor’s control at the time of contracting which are necessary in the\n ordinary course to exercise the expressly described rights.\n\nb. If a license expressly limits use of the information or informational rights,\nuse in any other manner is a breach of contract. In all other cases, a license\ncontains an implied limitation that the licensee will not use the information or\ninformational rights otherwise than as described in subsection (a). However, use\ninconsistent with this implied limitation is not a breach if it is permitted\nunder applicable law in the absence of the implied limitation.\n\nc. A party is not entitled to any rights in new versions of, or improvements or\nmodifications to, information made by the other party. A licensor’s\nagreement to provide new versions, improvements, or modifications requires that\nthe licensor provide them as developed and made generally commercially available\nfrom time to time by the licensor.\n\nd. Neither party is entitled to receive copies of source code, schematics,\nmaster copy, design material, or other information used by the other party in\ncreating, developing, or implementing the information.\n\ne. Terms concerning scope must be construed under ordinary principles of\ncontract interpretation in light of the informational rights and the commercial\ncontext. In addition, the following rules apply:\n\n 1. A grant of “all possible rights and for all media” or\n “all rights and for all media now known or later developed,” or a\n grant in similar terms, includes all rights then existing or later created by\n law and all uses, media, and methods of distribution or exhibition, whether\n then existing or developed in the future and whether or not anticipated at the\n time of the grant.\n\n 2. A grant of an “exclusive license,” or a grant in similar terms,\n means that:\n\nA. for the duration of the license, the licensor will not exercise, and will not\ngrant to any other person, rights in the same information or informational\nrights within the scope of the exclusive grant; and\n\nB. the licensor affirms that it has not previously granted those rights in a\ncontract in effect when the licensee’s rights may be exercised.\n\nf. The rules in this section may be varied only by a record that is sufficient\nto indicate that a contract has been made and that is:\n\n 1. authenticated by the party against whom enforcement is sought; or\n\n 2. prepared and delivered by one party and adopted by the other under §\n 59.1-502.8 or § 59.1-502.9.\n\nHISTORY: 2000, cc. 101, 996; 2004, c. 794.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}